Skip to main content

Music upload agreement

IMPORTANT-PLEASE READ CAREFULLY: This Music Upload Agreement is legally binding between you (whether an individual or entity) and Melody Loops LP ("Melody Loops", “We”, “Us” or “Our”), operators of www.melodyloops.com (the “Site”). DO NOT UPLOAD ANY MUSIC OR MELODIES ON THE SITE (“MUSIC”) IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT. YOU AGREE THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS.
1. GRANT OF LICENSE. By uploading or otherwise providing Music (including stock music, production music, music cues and the like), you are granting Melody Loops the right to use the Music, distribute the Music and make it available to the general public. Specifically, you are expressly granting Melody Loops:
  1. the worldwide non-exclusive right and license to make the Music available to the public by any means and media now known or later discovered or developed, including by performing, streaming, downloading, listing, and to make direct or indirect, temporary or permanent reproductions of the Music, in whole or in part or to synchronize the Music with visual images, other music or sound, dramatic productions, and various commercial uses.
  2. the right to grant a non-exclusive, sub licensable, assignable, perpetual licenses to users of the Site to synchronize the Music with visual content, sequences, intermissions including but not limited to: in films, DVDs, CD-ROMs (including console, PC, and handheld games), multimedia presentations, television or radio broadcast productions (including commercials, programs) and software programs.
  3. the right to publicly perform and to authorize others to publicly perform the Music, to the extent you control those rights and subject to Clause 2.3.
  4. right to use the Music for business purposes related to the promotion of the Site and services offered by Melody Loops. Such promotion of the Site and Melody Loops may include granting free downloads, previews or streaming of segments of Music to the users of the Site. In such event, no compensation will be due to you for use of Music for such promotional purposes.
2. OWNERSHIP OF MUSIC
2.1 When you upload any Music to the Site, you confirm that you own or control all rights necessary to upload, stream, download, distribute and license the Music under this Agreement, subject to the PRO-administered public performance rights described in Clause 2.3. You also confirm that you have the right to receive payment for the Music.
2.2 All rights in the Music, including title and copyright, will be retained by you. By uploading Music to the Site, you do not transfer ownership in any way, you are granting us a license to use the Music as described above.
2.3 Music registered with a performing rights organisation (PRO), such as ASCAP, BMI, PRS or GEMA, is accepted. You must be authorised to grant the rights licensed under this Agreement, subject to any public performance rights administered by your PRO. You must accurately disclose each track’s PRO registration status and provide the relevant PRO, writer and publisher details when uploading, and keep those details current. You must also disclose any restrictions on direct licensing or public performance that apply to the Music. The public performance rights granted under Section 1 extend only to rights you are authorised to grant. Where a PRO administers rights that are not included in the applicable Site licence, public performance may require a separate licence from that PRO and may be subject to additional fees. PRO registration does not, by itself, prevent the Music from being listed or licensed on the Site.
3. ACCREDITATION. You grant Melody Loops the right to credit ownership of the Music to you and to use your name in connection with the distribution, exploitation, marketing and promotion of the Music and/or the Site.
4. ROYALTIES & PAYMENT
4.1 You will be entitled to 50% of net revenue from the Music you license to Melody Loops (“Royalties”).
4.2 “Net Revenue” means all fees collected by Melody Loops for license of the Music net of: (i) applicable taxes (ii) PayPal, credit card or other payment processing fees; (iii) legal and other reasonable fees incurred in enforcing this Agreement or our End User License Agreement (“EULA”) (iv) affiliate marketing and advertising costs.
4.3 All payments shall be made to you via PayPal or Payoneer. You must have a PayPal or Payoneer account to receive payment.
4.4 We shall pay you Royalties on a weekly basis once the Net Revenue exceeds US$25.00.
5. YOUR REPRESENTATIONS & WARRANTIES. By uploading the Music to the Site or otherwise providing the Music to Melody Loops, you represent and warrant that:
  1. you are legally authorized and legally capable to enter into this Agreement;
  2. the Music uploaded by you is original and that it does not infringe any third party rights including intellectual property, privacy and performance rights; AI-assisted and AI-generated Music is not accepted;
  3. you are the original composer of the Music or you own all the rights to the Music;
  4. the Music does not violate the law in any way including applicable copyright law;
  5. you will not upload or otherwise make available on the Site any Music, material or other content which is illegal, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous or that contains any virus, trap door, trojan horse or in any way attempts to destroy, disable, control or impede the functionality or operation of the Site or its host server;
6. CONTENT ID DISCLOSURE AND CLAIM RESOLUTION.
6.1 Registration with Content ID is permitted and does not, by itself, prevent Music from being listed or sold on the Site. Registration is not required. However, accurate disclosure of each track’s Content ID status is a material condition of listing and selling that track. For each track, you must disclose whether it is registered, submitted, or planned for registration with YouTube Content ID or any similar automated fingerprinting, rights-management, or monetization service (collectively, “Content ID”). This disclosure is mandatory and must remain complete and accurate while the Music is available on the Site.
6.2 You must declare the Content ID status when uploading Music. If Music already listed on the Site is later submitted to or scheduled for Content ID, you must update its status before registration and, if advance notice is not reasonably possible, no later than 24 hours after registration. To update existing Music, use the Music page, select the affected tracks, and choose “Set ContentID”.
6.3 If we notify you of a Content ID catalogue review, you must review and correct the Content ID status of all affected Music within 7 calendar days. We may temporarily suspend the sale of Music whose Content ID status is missing, inaccurate, disputed, or under review. A temporary suspension does not, by itself, delete the Music.
6.4 You must ensure that every license granted through the Site can be used in accordance with the applicable EULA despite any Content ID registration. You must provide current claim-release instructions and rights-holder or administrator contact details and release, whitelist, or otherwise resolve an invalid Content ID claim against a licensed use within 2 business days after notice from us or the licensee.
6.5 No action will be taken merely because Music is registered with Content ID. If you fail to disclose or accurately maintain its Content ID status, or fail to resolve an invalid claim against a licensed use, we may apply proportionate measures, including: (a) for a first failure, a warning and temporary suspension of the affected Music; (b) for a repeated failure, suspension of new uploads and withholding of payments until your catalogue has been reviewed and outstanding claims have been resolved; and (c) for systematic or intentional concealment, removal of some or all of your catalogue and termination of this Agreement. We may take more immediate action where reasonably necessary to protect licensees or the Site.
6.6 You are responsible for refunds, chargebacks, replacement-license costs, claim-resolution costs, and other reasonable direct losses incurred by us or a licensee as a result of your failure to disclose or accurately maintain Content ID status or to resolve an invalid claim. To the extent permitted by applicable law, we may deduct or set off such amounts against Royalties or other sums otherwise payable to you.
6.7 We may keep timestamped records of your Content ID disclosures and changes so that the information shown for Music on the date of a license can be established.
6.8 For an affected licensee, we may facilitate the release of an invalid claim, provide the claim-release instructions and contact details supplied by you, offer replacement Music, or issue a refund when a claim cannot be resolved within a reasonable time. Your responsibility under Clause 6.6 applies where such action results from your breach of this Section.
7. RIGHT OF REFUSAL. We reserve the right to delete, refuse to accept or edit any Music uploaded by you that, in our sole discretion violates this Agreement, our policies, the rights of others or is deemed unacceptable in our sole discretion.
8. CHANGES. Melody Loops reserves the right to change the terms of this Music Upload Agreement from time to time. In the event of such change we shall notify you in writing, including by posting an alert and/or the revised agreement on the Site. In the event of such changes, you may revoke any licenses granted to Melody Loops. However, any previous sub-licenses made by Melody Loops in respect of the Music shall remain unaffected.
9. COPYRIGHT POLICY
9.1 Melody Loops operates a clear copyright policy in relation to any Music that is alleged to infringe the copyright of a third party.
9.2 As part of our copyright policy, we reserve the right to suspend or terminate access to the Site, its features, or your account created on the Site, if Melody Loops has determined that you have infringed the copyright of a third party or failed to comply with our copyright policy, including but not limited to failing to upload or provide original sources of Music in the format, manner and timeframe stipulated by Melody Loops.
9.3 By uploading Music on the Site, you agree to cooperate with Melody Loops in administering and resolving any and all copyright infringement matters and disputes including but not limited to copyright infringement notifications on third party platforms such as youtube.com or vevo.com.
9.4 In the event of termination of your access to the Site pursuant to this Clause 9 or your failure to comply with Clause 9.3 above, your account on the Site shall also be terminated and any balance attributed to your account shall be forfeited by you.
10. TERMINATION
10.1 You shall be entitled to terminate this agreement at any time by giving 45 days written notice to Melody Loops. We may also terminate this agreement in our sole discretion, for any reason, at any time and without notice.
10.2 We shall remove any Music uploaded by you to the Site within 45 days of termination.
10.3 Termination of this agreement, shall not alter or affect the rights granted by us to users of the Site as sub-licensees of the Music.
11. DISCLAIMER. Although Melody Loops insists on compliance of our terms and conditions, we cannot guarantee compliance by users of our EULA. We are not liable or responsible for such non-compliance including non-compliance of copyright law or misuse of the Site. At your request and expense we will use commercial efforts to assist you in the protection of your intellectual property rights.
12. LIABILITY FOR DAMAGES.
  1. Except as provided herein and to the fullest extent permitted by law, neither Melody Loops nor its suppliers are liable for any damages whatsoever and HAVE NO LIABILITY TO YOU FOR ANY DIRECT, INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE INCURRED BY YOU IN CONNECTION WITH THE USE OF THE SITE OR THE MUSIC INCLUDING LOSS OF INCOME; LOSS OF PROFITS OR CONTRACTS; LOSS OF BUSINESS; LOSS OF ANTICIPATED SAVINGS; LOSS OF BUSINESS OPPORTUNITY, GOODWILL OR REPUTATION; WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.
  2. OUR MAXIMUM AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THIS EULA, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, SHALL IN NO CIRCUMSTANCES EXCEED TWENTY-FIVE UNITED STATES DOLLARS ($25).
  3. WE ARE NOT LIABLE FOR ANY FAILURE TO PERFORM ANY OF OUR OBLIGATIONS UNDER THIS AGREEMENT CAUSED BY MATTERS BEYOND OUR REASONABLE CONTROL INCLUDING ACTS OF GOD, STRIKES, POWER FAILURES AND SYSTEM AND POWER FAILURES.
13. INDEMNITY. You shall be liable for all costs and losses incurred by Melody Loops as a result of your breach of this agreement, including your breach of the Content ID obligations in Section 6, or any applicable law or regulation, any violation of third party rights, frauds and any use or misuse of the Site. You agree to indemnify, defend and hold Melody Loops (including its affiliates, directors, officers, employees and agents) and licensees of the Music you upload to the Site or otherwise provide to Melody Loops, harmless from and against any and all claims, liability, losses, costs and expenses incurred by any of them arising out of or in connection with this agreement or any representation or warranty made by you hereunder. We reserve the right, at your expense, to assume the exclusive defense and control of any such matter and you agree to cooperate with our defense of such claim.
14. RIGHTS ARE PERSONAL. The rights granted herein are personal to you. We shall not be obligated to any third parties under this agreement. You shall not assign, rent, lease, sell, sublicense, or otherwise transfer your rights under this agreement, except the right to royalty payments.
15. OUR RELATIONSHIP. Nothing in this Agreement shall constitute or be deemed to constitute an employment, partnership, joint venture, agency or other fiduciary relationship between you and Melody Loops.
16. GOVERNING LAW. The laws of Scotland, UK govern this Music Upload Agreement, without giving effect to the laws of your actual state or country of residence. If for any reason a court of competent jurisdiction finds any provision or portion of this agreement to be unenforceable, the remainder of the terms included herein will continue in full force and effect. YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE, READ, UNDERSTOOD AND AGREED TO THESE TERMS AND CONDITIONS.